The Greenometer Platform may be made available to the Client on the basis of the Agreement or acceptance of the Terms of Use upon registration on the Provider's website (hereinafter referred to as the "Agreement").

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1. Provision of services and licenses. The Provider provides the Client with access to the Greenometer Platform (hereinafter referred to as the "Platform") in the form of a service (SaaS). The Provider grants the Client a non-exclusive, non-transferable, and non-sublicensable license, with the exception of the Client's affiliated entities (hereinafter referred to as the "Client Group"), for the duration of the Agreement, to use the Platform to the agreed extent without territorial restrictions. The Platform is intended exclusively for entrepreneurs and public administration entities for the performance of their business or professional activities; it is not a consumer service. By using the Platform, the Client confirms that it is acting within the scope of its business or professional activities.

2. Accounts and Users. Access to the Platform is established through the Client's master account; the Client appoints an Account Owner who manages other users and their roles (e.g., Owner / Manager / Respondent / Viewer). The Client is responsible for maintaining the confidentiality of login details and for activities carried out under their account. The Provider (including its authorized suppliers) may have limited access to accounts and stored information for support, maintenance, security, and billing purposes.

3. Scope of Services and Price. The Client is entitled to use the Platform to the agreed extent and undertakes to pay the Fee for the use of the service within 30 days of the issuance of the tax document. Additional Platform functionalities may require an extension of the Agreement and a change in the Fee for the use of the service.

4. Updates. The Provider may deploy updates, including security fixes and new features; changes that have a material impact on functionality will be announced in advance. Beta/preview features may be provided "as is" without any availability commitments.

5. Availability and Maintenance (SLA). The Platform is available with a target monthly availability of 99.9% ("SLA"). Unavailability may occur in particular due to pre-announced planned maintenance, technical failures, outages or changes to third-party services, connectivity issues, or force majeure. These circumstances constitute SLA exclusions. In the event of failure to meet the availability target, the Provider undertakes to provide credits for unavailability, which will be credited to the next invoice:

   1. Unavailability band | Credit from the Fee corresponding to 1 month of service use

      1. ≥ 99.0% and < 99.5% | 5%

      2. ≥ 98.0% and < 99.0% | 10%

      3. < 98.0% | 25%

6. Support. Support is provided on business days Mon–Fri, 9:00 a.m.–5:00 p.m. CET via the Platform or the Provider's contact email. Requests are categorized according to severity [response time]: critical [2 hours], high [8 hours], medium [1 business day], low [2 business days] with a best-effort resolution time.

7. Security measures. The Platform is operated in a cloud infrastructure in the EU/EEA (unless otherwise agreed). The Provider maintains control elements: encryption of data at rest and in transit, multi-factor authentication, event logging, environment segmentation, backup, secure development policies, disaster recovery testing, and vulnerability testing at least once a year. Security certification will be provided upon request.

8. Integration and third-party services. The use of third-party connectors or integrations may be subject to the terms and conditions of those third parties, for which the Provider is not responsible. The Client is responsible for granting permissions and complying with third-party licenses.

9. Intellectual property rights, Client data, and export. The Provider is the exclusive owner of the Platform and all its components, including source code, interfaces, methodologies, documentation, and updates. Data entered by the Client remains the property of the Client. The Provider processes it solely for the purpose of providing the service. The Client may export the data for the duration of the contract using the standard functions of the Platform or upon request. The Provider may use anonymized and aggregated data for statistics and service improvement. The Client hereby acknowledges and agrees that the Provider is entitled to use, free of charge, any feedback, suggestions for improvement, comments, or other insights provided by the Client in connection with the use of the Platform for the purpose of its further development, improvement, or optimization, without the Client being entitled to any remuneration or share. The Client agrees to the use of the logo and information about the business relationship in the sense of references.

10. Restrictions on use. The Client shall refrain from: (a) circumventing security, (b) reverse engineering, decompiling, or attempting to discover the source code, (c) unauthorized sharing of access with third parties, (d) use outside the agreed scope and purpose, (e) inserting malicious code, (f) violating the rights of third parties.

11. Monitoring of use. The Provider is entitled to monitor the volume and manner of use of the Platform to an appropriate extent for the purpose of improving the quality of the services provided, invoicing, and ensuring compliance with the terms of use.

12. Warranties, indemnification, liability. The Provider is the sole owner of the Platform and all related intellectual property rights. The Provider declares that the Platform is capable of providing services in a professional manner, in a timely manner, and in accordance with common standards, using qualified personnel, and will make reasonable professional efforts to ensure that the Platform provides accurate and truthful information with regard to the data entered into the Platform and the currently applicable legislation. The Client is responsible for having the rights and consents to process data within the software. Except for the warranties expressly stated in the Agreement, the platform and related services are provided "as is," without any other express or implied warranties, including warranties of title, fitness for a particular purpose beyond what is expressly agreed, or non-infringement. Each Party shall indemnify the other Party for any damage, loss, costs, or claims (including third parties) arising from a breach of legal regulations, security, or intellectual property rights caused by its fault. In the event of a claim for infringement of a third party's intellectual property rights, the Provider undertakes to provide reasonable defense, pay reasonable compensation, and, at its discretion, either: (i) replace or modify the Platform, (ii) secure the necessary license, or (iii) terminate the affected performance with reasonable transitional support and refund a proportionate portion of the fees. This liability shall not apply if the claim is caused by a combination with other products, unauthorized modifications, or use in violation of this Agreement. Each Party's liability for damages arising in connection with the use of the Platform is limited to the total fees paid or payable for the last 6 months. Neither Party shall be liable for indirect or consequential damages, except for reasonable costs of resolving data breach incidents and settling legitimate third-party claims. Neither Party shall be liable for any delay in performance due to force majeure.

13. Confidential Information. Each Party may disclose to the other Party confidential information relating to its business, financial situation, products, services, or technical know-how in connection with the Agreement. This information must be protected as carefully as its own confidential information, but at least with reasonable care. Confidential information may only be shared with persons who need to know it for the performance of the contract, provided that they are bound by similar confidentiality obligations. The parties may only use it for the purposes of performing the contract, may not copy or retain it, and must return or destroy it upon request, with the exception of archival copies for the purposes of documenting performance or compliance with legal regulations. This obligation does not apply to information that is publicly available, was known to the recipient without any confidentiality obligation, was obtained from an authorized third party, or was developed independently. Disclosure based on a legal obligation is possible if the other party is informed of this fact in a timely manner and has the opportunity to defend itself.

14. Personal data. Processing categories: user identification and contact details, operating and logging data, content data uploaded by the Client. Detailed information on the processing of personal data is provided in the "Personal Data Protection" document available on the Provider's website. Place of processing: primarily EU/EEA; outside the EU only with appropriate safeguards. Audit: Once a year based on ISO certification.

15. Suspension of service. The Provider is entitled to temporarily suspend access to the Platform if necessary to prevent or resolve a security incident, due to a breach of contract by the Client (including late payment), or due to planned maintenance.

16. Term of contract and termination of access. Access to the platform begins at the moment the account is created and is available for the agreed period. In the event of termination, the Provider shall deactivate the accounts; logs may be retained for the time necessary for security and audit purposes. In the event of a breach of the terms of the Agreement, the Agreement may be terminated immediately, but only after a prior written request for remedy, which has not been satisfactorily addressed within a period of at least 15 calendar days.

17. Changes to the Platform Terms and Conditions. The Provider may reasonably change these Terms and Conditions (e.g., due to legislative changes or Platform development); the change will be announced at least 14 days before it takes effect. If the Client does not accept the changes, they are entitled to terminate the Agreement on the date they take effect.

18. Other. The contracts are governed by the laws of the Czech Republic. All notifications under the Contract shall be deemed delivered upon personal delivery, confirmed by e-mail, or five days after being sent by registered mail to the address of the contracting Party. Neither party may assign the Agreement without the written consent of the other party, except for an assignment in connection with the sale of the business or a change of control, of which the other party must be notified in writing. This Agreement supersedes all prior agreements and oral arrangements. If any provision is unenforceable, the remainder of the agreement shall remain in full force and effect, and the unenforceable portion shall be modified to be valid to the fullest extent possible.

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Effective date: September 1, 2025

Archive: upon request - info@greenometer.com